4//SEC Filing
FIF HE Holdings LLC 4
Accession 0000950157-18-000869
CIK 0001520566other
Filed
Aug 1, 8:00 PM ET
Accepted
Aug 2, 5:25 PM ET
Size
18.5 KB
Accession
0000950157-18-000869
Insider Transaction Report
Form 4
Fortress Fund IV GP Holdings Ltd.
10% Owner
Transactions
- Other
Common Stock, $0.01 par value per share (the "Common Stock")
2018-07-31−68,104,736→ 0 total(indirect: By LLC)
FIF HE Holdings LLC
10% Owner
Transactions
- Other
Common Stock, $0.01 par value per share (the "Common Stock")
2018-07-31−68,104,736→ 0 total(indirect: By LLC)
Fortress Investment Group LLC
10% Owner
Transactions
- Other
Common Stock, $0.01 par value per share (the "Common Stock")
2018-07-31−68,104,736→ 0 total(indirect: By LLC)
FIG Corp.
10% Owner
Transactions
- Other
Common Stock, $0.01 par value per share (the "Common Stock")
2018-07-31−68,104,736→ 0 total(indirect: By LLC)
FIG LLC
10% Owner
Transactions
- Other
Common Stock, $0.01 par value per share (the "Common Stock")
2018-07-31−68,104,736→ 0 total(indirect: By LLC)
Transactions
- Other
Common Stock, $0.01 par value per share (the "Common Stock")
2018-07-31−68,104,736→ 0 total(indirect: By LLC)
Fortress Operating Entity I LP
10% Owner
Transactions
- Other
Common Stock, $0.01 par value per share (the "Common Stock")
2018-07-31−68,104,736→ 0 total(indirect: By LLC)
Footnotes (6)
- [F1]Each share of Common Stock was disposed of pursuant to the Agreement and Plan of Merger (the "Merger Agreement), dated as of February 12, 2018, by and among the issuer, WMIH Corp. ("WMIH") and Wand Merger Corporation, a wholly owned subsidiary of WMIH, in exchange for either (i) $18.00 in cash, without interest or (ii) 12.7793 shares of validly issued, fully paid and nonassessable shares of common stock, par value $0.00001 per share, of WMIH, in each case, subject to the merger consideration election made by the reporting person and the proration and adjustments set forth in the Merger Agreement.
- [F2]Fortress Investment Group LLC wholly owns FIG Corp., which is the general partner of Fortress Operating Entity I LP ("FOE I"), which is the sole managing member of each of FIG LLC and Fortress Investment Fund GP (Holding) LLC ("Holdings III") and wholly owns Fortress Fund IV GP Holdings Ltd. ("Holdings IV"). Holdings III is the sole managing member of Fortress Fund III GP LLC ("GP III"). Holdings IV is the general partner of Fortress Fund IV GP L.P. ("GP IV").
- [F3]GP III is the general partner of and FIG LLC is the investment advisor to each of Fortress Investment Fund III LP ("Fund III"), Fortress Investment Fund III (Fund B) LP ("Fund III B"), Fortress Investment Fund III (Fund C) LP ("Fund III C"), Fortress Investment Fund III (Fund D) LP ("Fund III D") and Fortress Investment Fund III (Fund E) LP ("Fund III E"). Fund III B is the sole managing member of FIF III B HE BLKR LLC ("Blocker III B"). Fund III C is the sole managing member of FIF III C HE BLKR LLC ("Blocker III C", together with Fund III, Fund III D, Fund III E and Blocker III B, "Fortress Funds III").
- [F4]GP IV is the general partner of and FIG LLC is the investment advisor to each of Fortress Investment Fund IV (Fund A) L.P. ("Fund IV A"), Fortress Investment Fund IV (Fund B) L.P. ("Fund IV B"), Fortress Investment Fund IV (Fund C) L.P. ("Fund IV C"), Fortress Investment Fund IV (Fund D) L.P. ("Fund IV D"), Fortress Investment Fund IV (Fund E) L.P. ("Fund IV E"), Fortress Investment Fund IV (Fund F) L.P. ("Fund IV F") and Fortress Investment Fund IV (Fund G) L.P. ("Fund IV G", together with Fund IV C and Fund IV F, "Funds IV CFG"). Fund IV B is the sole managing member of FIF IV B HE BLKR LLC ("Blocker IV B"). Funds IV CFG wholly own FIF IV CFG HE BLKR LLC ("Blocker IV CFG", together with Fund IV A, Fund IV D, Fund IV E, Blocker IV B and Fortress Funds III, "Fortress Funds").
- [F5]Fortress Funds are the sole holders of the common units of FIF HE Holdings LLC, which directly held the shares of Common Stock disposed of pursuant to the Merger Agreement.
- [F6]Each reporting person disclaims beneficial ownership of all reported shares except to the extent of its pecuniary interest therein and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934, as amended or otherwise.
Documents
Issuer
Nationstar Mortgage Holdings Inc.
CIK 0001520566
Entity typeother
Related Parties
1- filerCIK 0001543422
Filing Metadata
- Form type
- 4
- Filed
- Aug 1, 8:00 PM ET
- Accepted
- Aug 2, 5:25 PM ET
- Size
- 18.5 KB